Vol. 140, No. 36 — September 9, 2006

Going-Private Transaction (Banks and Bank Holding Companies) Regulations

Statutory authority

Bank Act

Sponsoring department

Department of Finance

REGULATORY IMPACT ANALYSIS STATEMENT

For the Regulatory Impact Analysis Statement, see the Civil Remedies (Banks and Bank Holding Companies) Regulations.

PROPOSED REGULATORY TEXT

Notice is hereby given that the Governor in Council, pursuant to the definition "going-private transaction" in section 2 (see footnote 1) and subsection 978(1) (see footnote 2) of the Bank Act (see footnote 3), proposes to make the annexed Going-Private Transaction (Banks and Bank Holding Companies) Regulations.

Interested persons may make representations with respect to the proposed Regulations within 30 days after the date of publication of this notice. All such representations must cite the Canada Gazette, Part I, and the date of this notice and be addressed to Mr. Gerry Salembier, Financial Sector Policy Branch, Department of Finance, L'Esplanade Laurier, 15th floor, East Tower, 140 O'Connor Street, Ottawa, Ontario K1A 0G5.

Ottawa, August 25, 2006

MARY O'NEILL
Assistant Clerk of the Privy Council

GOING-PRIVATE TRANSACTION (BANKS AND BANK HOLDING COMPANIES) REGULATIONS

INTERPRETATION

1. In these Regulations, "Act" means the Bank Act.

"GOING-PRIVATE TRANSACTION"

2. (1) For the purpose of the definition "going-private transaction" in section 2 of the Act, "going-private transaction" means an amalgamation or other transaction involving a distributing bank or a distributing bank holding company, other than an acquisition of shares under section 284 of the Act, that results in the interest of a holder of participating securities of the bank or bank holding company being terminated without the consent of the holder and without the substitution of an interest of equivalent value in participating securities of the bank or the bank holding company or of another bank or another bank holding company that succeeds to the business of the bank or the bank holding company, which participating securities have rights and privileges that are equal to or greater than the affected participating securities.

(2) For the purpose of subsection (1), "participating securities" means securities of a bank or a bank holding company that give the holder of the securities a right to share in the earnings of the bank or bank holding company and, after the liquidation, dissolution or winding up of the bank or bank holding company, a right to share in its assets.

COMING INTO FORCE

3. These Regulations come into force on the day on which they are registered.

[36-1-o]

Footnote 1

S.C. 2005, c. 54, s. 1(2)

Footnote 2

S.C. 2005, c. 54, s. 135

Footnote 3

S.C. 1991, c. 46

NOTICE:
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